This is my first attempt at Dr. Horrible, so please give me feedback on characterization and all that. There's a large chance that everyone's OOC here, and I need to know if I'm butchering the characters or not. MAJOR SPOILERS for part 3 of the Blog lie ahead, as well as some for Series 1 of Doctor Who - up to the end of "The Long Game."
I decided to finish this tonight (done at about 11:50) because I just realized that I haven't posted anything in two months. Sorry about that.
I am neither Russel T Davies nor Joss Whedon, so I must lament the fact that I do not own the characters that appear here.

One Last Goodbye
A Dr. Horrible's Sing-Along Blog / Doctor Who FanFic.

Billy jumped as he heard cries of "Doctor?!" ring through his lair. (It was officially a lair, you know.) He did not know who was crying out, nor did he know why he was being called simply "Doctor," but he was going to find out.

"Who's there?" He tried to sound menacing, but truthfully he was scared that Captain Hammer had finally finished therapy and discovered his lair (obviously using a female decoy to catch him unawares), which would be most horrible. "I should warn you, I've got a PHD in Horribleness."

As he moved towards the source of the noises – he still could not figure out how someone had managed to enter his lair undetected – Doctor Horrible began to wonder, since it was not particularly easy to find the entrance to his lair, who it was that was mucking about, and what they wanted.

It seemed that when he had declared his collegial status whoever it was who had invaded his lair stopped calling out, and was trying to hide. Take that, Captain Hammer, he mentally exclaimed, I can inspire fear in others!

Knowing his lab like the back of his hand – when did that pen-mark get there? – Doctor Horrible managed to sneak up behind the intruder - a young, blond girl, who looked utterly lost.

"What are you doing in here?" He asked, taking her by surprise and making the girl jump.

"I-I was just looking for my friend, the Doctor…" She was clearly nervous, and it was also clear that she was lost.

Smiling a little, Billy held out his hand, introducing himself, "Doctor Horrible, what dastardly deeds need doing?"

The girl giggled and took his hand, giving it a firm shake, returning the introduction, "Rose Tyler. I'm actually looking for a different Doctor. He wears a leather coat, has big ears, big nose, Northern accent… You haven't seen him around here, have you?"

Shaking his head, Billy led her over to a couch that he had meant to get rid of long ago and said, "No, but I could ask my pals at the ELE if they've seen him… You're not from around here, though, are you?"

He was not surprised at her nod; her British accent had given her away from the introduction. "I'm from London, actually. London, 2005."

The addition of the year threw him off greatly. "You mean you're from four years in the past?"

The look on her face told him that she had not told him the year intentionally, and he wondered if she knew how desperately he wished he could go back to the past.

She gave him a secretive look and mock-whispered, "Yeah, I'm from the past; just don't tell anyone, okay?"

"Just because I'm a Super Villain doesn't mean you can't trust me," Billy exclaimed, clearly defensive.

"Well," Rose replied jokingly, unsure as to whether or not she should take him too seriously, "if you really are a Super Villain, I'm not sure if I should be spending time with you… The Doctor tends to stop the bad guys from doing something evil, not hang out with them while they do it."

Billy, thinking more about getting this girl back to her Doctor than about being the villain he was supposed to be, suggested earnestly, "Do you have a cell phone to call him with?"

Rose, feeling slightly stupid, pulled out her mobile and dialed speed dial number 1, grinning in anticipation as it rang, and giving Billy a thumbs up as she heard his voice exclaim, "Rose? Where are you?"

"I'm with this bloke, calls himself Doctor Horrible. I think I stumbled into his lab while I was trying to find you… Where are you?"

Billy felt like he was intruding on something special, so he went over to his computers, logging on to BookFace to see if the ELE had given him a new mission yet.

"I'm right outside this little frozen yogurt shop. Would you believe that in all my nine hundred years I have never once had frozen yogurt?"

Rose giggled at how the topic was drifting, and replied, "Well, in all of my nineteen years I've never had a frozen yogurt, either, so maybe I'll get my new friend here to take me to the shop, just so we can try it together."

Within a minute, Rose was walking over to Billy, asking as she went, "Do you know where the frozen yogurt shop is? The Doctor says he's waiting for me there, I think."

Although the thought of frozen yogurt reminded Billy of times with Penny, he knew that it would be terrible to refuse; he had just met this girl and could sense that a friendship would grow between them, given the chance.

"Sure, no problem, just let me go get changed; it doesn't look good for an Evil Villain to go out for frozen yogurt in the middle of the day."

When he came back in jeans and a tee shirt, Rose was eagerly waiting, wanting to get back to her Doctor as soon as she could.


The Doctor looked impatiently up from his seat on the bench outside the frozen yogurt parlor just in time to hear his Rose call, "Doctor!"

"Rose, finally!" He was relieved to see her again, it had worried him when he turned around and she was not there, and he had searched for ages trying to find her. When she had called he was immensely grateful that she had convinced him to get a mobile, although his was from the fifty-first century, so it held no real similarity to hers.

He frowned when he noticed the man trailing behind Rose, although it appeared that he had been leading her to the shop. It was never a good sign when she brought someone to meet him - he usually got roped into taking them on a trip, and that always had bad results. Like with Adam, who almost got them killed. He really did not want to go through something like that again.

When she reached the Time Lord, Rose greeted him with a hug, their tradition for every time she ignored rule number one - don't wander off. As soon as their embrace ended, Rose looked back to where Billy was standing about five feet away, doing his best not to flinch under the Doctor's glare, the one that told him quite plainly that Rose belonged to the Doctor and was not available, despite whatever she said. Beckoning him closer, Rose grinned and said enthusiastically, "Billy, this is the Doctor, I travel with him. And Doctor, this is Billy, I somehow ended up in his lab, and he helped me find you."

Billy smiled at the Doctor and held out his hand to shake, wondering if this man really could travel in time or if Rose was just crazy. The Doctor shook the proffered hand, a tight smile on his face and gripping Billy's hand just a little too tightly to come off as welcoming and friendly.

As Rose led the way into the parlor, the Doctor tried to suppress the all-too familiar emotion that he constantly denied feeling - both to himself and to Rose. He could not help but feel a little jealous, though, not with the handsome young man who looked to be much closer to his companion's age, and seemed to be quite good friends with her as well.

Not knowing what to order, Rose let Billy order first, and did not fail to notice the change in his demeanor when he ordered his medium soft-serve vanilla in a cup. It took her a moment to place the emotions that flashed across her new friend's face, but soon it came to her that it was both sadness and regret, along with a bit of nostalgia. As she ordered, a vanilla-chocolate twist in a cup with rainbow sprinkles, just to be fun, Rose wondered what could possibly evoke such emotions in her friend.

When the Doctor had ordered and grudgingly paid for their frozen treats (all the while wishing that someone would suggest the credits system already), the trio found a table in the window of the shop, Rose and Billy doing most of the talking.

"So, Billy," Rose started, wondering if the Doctor was paying attention to the conversation, "what's that ELE you mentioned when you helped me out?"

"It's the Evil League of Evil, of course!" Noticing the frown on the Doctor's face, Dr. Horrible continued rather dejectedly, "I only got in because of an accident, though. I had a plan all worked out, one that could not possibly backfire and would surely get me accepted, but then Captain Hammer" he said the name with such venom that Rose did not want to know what had happened between them, "had to go and ruin the plan. Or maybe it failed because I started monologue-ing... Whatever."

Instead of finishing his story, however, Billy took one look at the remains of his frozen yogurt and a despairing expression darkened his face. He had been trying so hard not to think about what had happened to Penny, and then he had to start talking about it! He mentally punched himself for even bothering to try and make the Doctor understand about the ELE, what did it matter what one person thought? He was Doctor Horrible, for Pete's sake!

Rose was quick to notice the change in her newest companion's expression, and quickly questioned, "Billy, what's wrong?"

Billy's expression remained darkened as he muttered, "Nothing, just ghosts of the past come back to haunt me."

The Doctor knew the expression that the newcomer was wearing; he himself had worn it every day after his regeneration - until he came across Rose. It was the expression of someone who had just lost everything they ever cared about, and knew that they had never fully appreciated it in the first place. It was the look of someone who had missed their opportunity at happiness and believed that there was never going to be another one.

The Doctor saw so much of himself in the man in front of him that he could not begrudge the stranger for being in the Evil League of Evil. Instead, the Doctor offered a small smile as he suggested, "You know, sometimes all a person needs is a chance at a fresh start."

Billy looked up at him, surprised, before replying somewhat bitterly, "Aren't fresh starts reserved for the good guys?"

"Of course not! Anyone can have a fresh start," Rose encouraged emphatically.

"But..." Billy was still uncertain. "How can I get a fresh start when I never got to say goodbye?"

In the instant after the words left his mouth, Billy watched as Rose turned to the Doctor and Billy tried to understand what the two were expressing with their eyes, contained within their silence.

Finally, the Doctor caved, muttering, "Alright, Billy, when and where do you need to go to say goodbye?"

The proposition left him flabbergasted. "Wait, what? What do you mean, where and when?"

Rose giggled at his confusion; she always loved watching different people's reactions to their travels. "We're going to take you back to when and where ever you need to be in order to say goodbye so that you can have a fresh start!"

Still confused, Billy gave the requested information. "A year ago next month, here in LA. But I don't see how you could possibly take me back..."

Almost enigmatically, Rose grinned at Billy and stood up, the Doctor mirroring her motions. The pair started towards the door of the shop, motioning for Billy to follow, which he did.

It occurred to him that these two strangers could be dangerous criminals or Captain Hammer's minions, but he got the feeling that they were trustworthy. Besides, what did it matter if he died? He didn't really do much of anything for the ELE, and the love of his life was already dead and gone, no matter how much it hurt him to recall that fact.

The two led him to a blue "Police Box," and when they held the door open he tentatively entered, his jaw dropping when he saw the physical impossibility that was the TARDIS. "But... how is this possible? It's physically impossible to have something that's bigger on the inside like this!"

The Doctor merely flashed another enigmatic grin before hurrying over to the main console twisting knobs, flipping switches, and pushing buttons. "You better hold on to something!" Rose called, knowing that, as always, it would be a bumpy ride.

After being tossed around a bit, the ship finally stopped, and Billy regained his balance, hardly listening to the Doctor as he warned, "Don't change anything. If you try to save whoever it is that you have lost, it will cause a ripple in the flow of time, and your future will be completely different, probably for the worse."

Billy nodded and opened the doors, taking the back streets to the Laundry Matt in order to avoid running into himself - that would be hard to explain, if nothing else.

He was vaguely aware of the Doctor and Rose trailing behind him, but as soon as he saw the beautiful redhead through the window, all other thoughts fled his mind.

He entered the shop, well aware that he looked strange for entering without any clothes to wash. But it was a Tuesday, and the him from the time was busy finishing the Freeze Ray, so everything would go smoothly - even though it would really all end in shambles.

His heart soared when Penny looked up at him, smiling shyly as she inquired, "You're coming to the presentation at the homeless shelter today, right?"

At a loss for words, all Billy could do was nod, knowing that this was his last chance to talk to her, mentally slapping himself for wasting precious moments. "Y-yeah, I am."

Her smile brightened, and Billy remembered what had been mere weeks ago for her, when she had asked him to sign the petition, in the middle of his heist. "Great," Penny said, not knowing how the man before her was committing every single second of their time to his memory so that he would be able to remember her for the rest of his life.

For the life of him, Billy could not find the words to make those feelings he had never dared to feel oh so very real to Penny. He wanted to confess his love to her, to let her know just what she meant to him before he lost her forever, but he didn't know how to say it, and he didn't have his Freeze Ray to give him any more time. He had spent eleven months replaying every conversation, agonizing over every missed opportunity, and yet he could not find the words when he actually had the chance.

"Penny, I-I..." He trailed off, knowing that if she laughed at him he would never be able to go on. But, he knew that she would never laugh at anyone like that, especially not after a heartfelt confession like the one he was planning.

"What is it?" There was concern in her voice, as though she could see the battle raging inside his heart, between the urge to tell her and the need to just enjoy her company.

"I... never mind... It doesn't matter..." He trailed off dejectedly yet again, and wondered for the umpteenth time since first laying eyes on her if she thought he was just some freaky stalker.

"Billy, what is it?" He could see in her eyes that she cared about him, and he knew he could never lie to her.

"I..." He was going to tell her, regardless of his fears. "I think what you've done with the homeless is great, and the city is a better place because of you."... Or not.

She blushed a bit at the complement, wondering at the sudden change in her laundry buddy. "Thanks, Billy. You've been great, too, listening to all my crazy plans..."

"I-it was nothing, really." He looked down at his feet, nervous because he was close to convincing himself to try telling her again. But then he realized that he didn't have to tell her how much she meat to him, she could show her.

So, fearing rejection and humiliation, Billy embraced his secret love, murmuring into her ear, "Thank you so much, Penny. You have no idea how you have saved me, or how you have changed my life for the better. Thank you for that."

Knowing that he would not get any more of a confession than that out, Billy pulled away with a sad smile on his face, which was outshone by the joyous one that graced her features.

"Billy, I... I don't know what to say... I never thought I could make a difference in the world, but you helped me to see that I could. I'm so happy that I helped you as much as you helped me." She was so earnest and gracious that Billy knew it was time to leave, before something could spoil the perfect memory.

"I-I'll see you at the opening of the shelter, okay?" He called in parting, knowing that he would never see her again, no matter how badly his heart wished for it.

As he joined the Doctor and Rose out on the street, Billy began to plan his future. He would drop his little Super Villain act; it was getting old, and probably try to become a hero. But not a Super Hero. An everyday hero, like Penny had been. He would work on improving the world by helping the people who couldn't help themselves, so that wherever she was, Penny would be proud of him.